Performance Goals Contract Clauses (232)

Performance Goals. The Company must meet or exceed the applicable minimum Performance Goal listed immediately below for the Performance Period in order for that portion of the Performance Share Award corresponding to such Performance Level on the chart in Section 3 below to vest and be earned. Performance Goals (For the Performance Period beginning January 1, 2014 and ending December 31, 2016) Cumulative EBITDAP (40% weight) + 3-Year Average ROCE (60% weight) % of Target Payout % of Target Payout Maximum $ Maximum... Target $ Target Threshold $ Threshold < Threshold <$ < Threshold For purposes of this Award Certificate, the following terms shall have the following meanings: "3-year Cumulative Adjusted EBITDAP" means the Company's cumulative earnings before interest, taxes, depreciation, amortization and pension income or pension expense, during the Performance Period, as determined by the Committee. EBITDAP is, generally speaking, equal to the Company's revenues minus its costs, after excluding from such costs interest expense, taxes, depreciation, amortization and pension income or pension expense, subject to adjustment as contemplated by the Plan. "3-year Average ROCE" means the Company's average annual percentage return on capital employed during the Performance Period, as determined by the Committee. ROCE is, generally speaking, calculated as the tax-effected value of earnings before interest and taxes (EBIT) divided by the Company's total capital outstanding, subject to adjustment as contemplated by the Plan. February 2014 PSA Award Certificate – (form effective as of February 26, 2014) 3. Determination of Achievement of Performance Goals. No later than March 15, 2017, the Board shall determine whether the Performance Goals have been achieved, and the level of such achievement, and the Committee (or the Board in the case of the Company's CEO) shall determine the number of Performance Shares, if any, earned by the Participant. The number of Performance Shares to be vested and earned (provided the Participant remains continuously employed through the Vesting Date) shall be based on the degree of achievement of the Performance Goals, in accordance with the following guidelines: Company Performance: 3-year Cumulative Adjusted EBITDAP (40% Weight) 3-year Average ROCE (60% Weight) Is at target 100% of Performance Shares payable with respect to this Performance Goal at target 100% of Performance Shares payable with respect to this Performance Goal at target Meets minimum Performance Goal 50% of the Performance Shares payable with respect to this Performance Goal at target 50% of the Performance Shares payable with respect to this Performance Goal at target Exceeds the minimum Performance Goal but is less than target Interpolated between minimum and target Interpolated between minimum and target Meets or exceeds the maximum Performance Goal 200% of the Performance Shares payable with respect to this Performance Goal at target 200% of the Performance Shares payable with respect to this Performance Goal at target Exceeds the target Performance Goal but is less than maximum Interpolated between target and maximum Interpolated between target and maximum The Committee (or the Board in the case of the Company's CEO) has the discretion to reduce (but not increase) some or all of the number of shares of Common Stock that would otherwise be earned as a result of the satisfaction of the Performance Goals. In making this determination, the Committee may take into account any such factor or factors it determines are appropriate, including but not limited to Company, business unit or individual performance. View More

Performance Goals. For each Plan Year, the Committee shall establish one or more specific, objective performance goals (the "Performance Goals") for each of the Performance Metrics designated by the Committee for the Plan Year, against which actual Bank or Bank business unit performance is to be measured to determine the amount or level of awards. Performance Goals established by the Committee may be described by means of a matrix or formula, providing for goals resulting in the payment of awards under the CIP.

Performance Goals. The Performance Goal is based on the Company's cash flow before balance sheet changes. Vesting will be based on the Company's achievement of $4 billion in cash flow before balance sheet changes during the Performance Period and the Committee's certification of the attainment of the Performance Goal.

Performance Goals. The Target Performance Share-Based Award shall be subject to Limoneira's achievement of the following Performance Goal, namely, a "Revenue Goal" pursuant to which the revenue of Limoneira ("Revenue") for the Performance Period is at least ______ percent (__%) of Limoneira's budgeted Revenue of ________ Dollars ($_______) for the Performance Period ("Budgeted Revenue").

Performance Goals. Awards of Restricted Stock and other incentives under the Plan may be made subject to the attainment of performance goals relating to one or more business criteria within the meaning of Section 162(m) of the Code and may provide for a targeted level or levels of achievement ("Performance Goals") including, without limitation, cash flow; cash position; earnings before interest and taxes; earnings before interest, taxes, depreciation and amortization; earnings per Share; economic profit; economic ...value added; equity or stockholder's equity; market share; net income; net profit; net sales; operating earnings; operating income; profit before tax; ratio of debt to debt plus equity; ratio of operating earnings to capital spending; sales growth; return on net assets; or total return to stockholders. Any Performance Goals may be used to measure the performance of the Company as a whole or any division of the Company and may be measured relative to a peer group or index. The Performance Goals may differ from Participant to Participant and from Award to Award. Prior to the Determination Date, the Administrator will determine whether any significant element(s) will be included in or excluded from the calculation of any Performance Goal with respect to any Participant. In all other respects, Performance Goals will be calculated in accordance with the Company's financial statements, generally accepted accounting principles, or under a methodology established by the Administrator prior to the issuance of an Award, which is consistently applied and identified in the financial statements, including footnotes, or the management discussion and analysis section of the Company's annual report. 9 10. Leaves of Absence. Unless the Administrator provides otherwise, vesting of Awards granted hereunder will be suspended during any unpaid leave of absence. A Service Provider will not cease to be an Employee in the case of (a) any leave of absence approved by the Company, or (b) transfers between locations of the Company or between the Company, its Parent, or any Subsidiary. For purposes of Incentive Stock Options, no such leave may exceed ninety (90) days, unless reemployment upon expiration of such leave is guaranteed by statute or contract. If reemployment upon expiration of a leave of absence approved by the Company is not so guaranteed, then three (3) months from the first day of such leave any Incentive Stock Option held by the Participant will cease to be treated as an Incentive Stock Option and will be treated for tax purposes as a Nonstatutory Stock Option. View More

Performance Goals. The vesting of Performance Units is conditioned upon the achievement by the Company of certain cumulative/average three-year performance goals ("Performance Goals"), as established by the Compensation Committee of the Board of Directors (the "Compensation Committee"), and the vesting of the Performance Units may not occur, in whole or in part, if such Performance Goals are not achieved. The cumulative/average Performance Goals for the period from January 1, 2020 to December 31, 2022 (the "Perfor...mance Period") applicable to this Award are set forth in Appendix A to this Agreement. View More

Performance Goals. 3.1 The number of PSUs earned by Participant for the Performance Cycle shall be determined at the end of the Performance Cycle based on the level of achievement of the Performance Goals in accordance with Exhibit A. All determinations of whether Performance Goals have been achieved, the number of PSUs earned by Participant, and all other matters related to this Section 3.1 shall be made by the Administrator in its sole discretion. 3.2 As soon as practicable following completion of the Performanc...e Cycle, but no later than May 31, _________________, the Administrator shall review and certify in writing (a) whether, and to what extent, the Performance Goals for the Performance Cycle have been achieved, and (b) the number of PSUs earned by Participant, if any, subject to satisfaction of the requirements of Section 4 (the "Determination Date"). Such certification shall be final, conclusive and binding on Participant, and on all other persons, to the maximum extent permitted by law. View More